Article 181. (a) If at any time the Company's accumulated losses, as determined by the Board of Managers in consultation with the External Auditor, are equal to or greater than forty-five percent (45%) of its Authorized Capital, then:
Article 181 Sample Clauses
Related to Article 181
Section 11.1 28 The District shall have the right to discipline or discharge an employee for justifiable cause. The issue 29 of justifiable cause shall be resolved in accordance with the grievance procedure hereinafter provided.
Section 17.2 9 All provisions of this Agreement shall be applicable to the entire term of this Agreement 10 notwithstanding its execution date, except as provided in the following section.
Section 6.2 33 The Association representatives shall represent the Association and employees in meeting with 34 officials of the District to discuss appropriate matters of mutual interest. They may receive and 35 investigate to conclusion complaints or grievances of employees and thereafter advise employees of 36 rights and procedures outlined in this Agreement and applicable regulations or directives for resolving 37 the grievances or complaints. They may not, however, continue to advise the employee on courses of 38 action after the employee has indicated a desire not to pursue a grievance. The Association may consult 39 with the District on complaints without a grievance being made by an individual employee.
SECTION 114 Language of Notices, Etc........................... 16
SECTION 112 Governing Law..................................................14 SECTION 113. Legal Holidays.................................................14
Section 11.3 No Personal Liability of Directors, Officers, Employees, Stockholders or Incorporators........................... 31
SECTION 104 Acts of Holders; Record Dates..............................................8
Limitation of Vendor Indemnification and Similar Clauses This is a requirement of the TIPS Contract and is non-negotiable TIPS, a department of Region 8 Education Service Center, a political subdivision, and local government entity of the State of Texas, is prohibited from indemnifying third-parties (pursuant to the Article 3, Section 52 of the Texas Constitution) except as otherwise specifically provided for by law or as ordered by a court of competent jurisdiction. Article 3, Section 52 of the Texas Constitution states that "no debt shall be created by or on behalf of the State … " and the Texas Attorney General has opined that a contractually imposed obligation of indemnity creates a "debt" in the constitutional sense. Tex. Att'y Gen. Op. No. MW-475 (1982). Thus, contract clauses which require TIPS to indemnify Vendor, pay liquidated damages, pay attorney's fees, waive Vendor's liability, or waive any applicable statute of limitations must be deleted or qualified with ''to the extent permitted by the Constitution and Laws of the State of Texas." Does Vendor agree? Yes, I Agree Alternative Dispute Resolution Limitations This is a requirement of the TIPS Contract and is non-negotiable. TIPS, a department of Region 8 Education Service Center, a political subdivision, and local government entity of the State of Texas, does not agree to binding arbitration as a remedy to dispute and no such provision shall be permitted in this Agreement with TIPS. Vendor agrees that any claim arising out of or related to this Agreement, except those specifically and expressly waived or negotiated within this Agreement, may be subject to non-binding mediation at the request of either party to be conducted by a mutually agreed upon mediator as prerequisite to the filing of any lawsuit arising out of or related to this Agreement. Mediation shall be held in either Camp or Titus County, Texas. Agreements reached in mediation will be subject to the approval by the Region 8 ESC's Board of Directors, authorized signature of the Parties if approved by the Board of Directors, and, once approved by the Board of Directors and properly signed, shall thereafter be enforceable as provided by the laws of the State of Texas. Does Vendor agree? Yes, Vendor agrees Does Vendor agree? Yes, Vendor agrees No Waiver of TIPS Immunity This is a requirement of the TIPS Contract and is non-negotiable. Vendor agrees that nothing in this Agreement shall be construed as a waiver of sovereign or government immunity; nor constitute or be construed as a waiver of any of the privileges, rights, defenses, remedies, or immunities available to Region 8 Education Service Center or its TIPS Department. The failure to enforce, or any delay in the enforcement, of any privileges, rights, defenses, remedies, or immunities available to Region 8 Education Service Center or its TIPS Department under this Agreement or under applicable law shall not constitute a waiver of such privileges, rights, defenses, remedies, or immunities or be considered as a basis for estoppel. 5 Does Vendor agree? Yes, Vendor agrees Payment Terms and Funding Out Clause This is a requirement of the TIPS Contract and is non-negotiable. Vendor agrees that TIPS and TIPS Members shall not be liable for interest or late-payment fees on past-due balances at a rate higher than permitted by the laws or regulations of the jurisdiction of the TIPS Member. Funding-Out Clause: Vendor agrees to abide by the applicable laws and regulations, including but not limited to Texas Local Government Code § 271.903, or any other statutory or regulatory limitation of the jurisdiction of any TIPS Member, which requires that contracts approved by TIPS or a TIPS Member are subject to the budgeting and appropriation of currently available funds by the entity or its governing body. 2
Section 125 The benefits provided to an administrator by Section 125 of the Revenue Act of 1978, both Generation I and Generation II, shall be made available. Any start-up cost and annual fee (if charged) will be paid by the school district and the monthly administrative fee will be paid by participating administrator.
Section 3.4 47 Each employee reserves and retains the right to delegate any right or duty contained in this Agreement, 48 exclusive of compensation for services rendered, to appropriate officials of the Association.
